News & Insights

With the draft law; significant changes has been made in many laws, including the Bankruptcy and Enforcement Law, the Turkish Commercial Code, Code of Civil Procedure, the International Arbitration Law, the Notification Law, the Tax Procedure Law and the Industrial Property Law.

Legislator wants to protect worker's effort and incentivize them to make innovation. In this respect, Turkish Industrial Property Code Law No: 6769 ("IPC") not only secures the employee when an invention created but also protects employer's contribution.

According to the Article 1178 of the Turkish Commercial Code ("TCC"), a maritime carrier shall exercise utmost care which is expected from a prudent carrier while performing the contract of affreightment especially in loading, stowing, handling, carrying, keeping and discharging stages of the cargo which is being carried.
One should note that such obligation of "care" is not limited to the operations stated in the article. The article listed the stages in an exemplary fashion.

According to principle of adaptation of the contracts, the contract must be adapted to the changing circumstances if the performance of relevant obligations cannot be honored by a party due to unforeseen situations that causes hardship. Incidents and situations that are qualified as hardship emerge because of unpredicted events that fundamentally alter the equilibrium of a contract resulting extreme burden placing shoulders of one of the parties.

Over the last thirty years, it is now a fact that alternative dispute resolution methods have been increasingly preferred over traditional methods of resolving disputes. Instead of resolving disputes before the courts, stakeholders have enjoyed variety of methods that have proven to lighten the workload of courts.

Matrimonial regimes can be described as a legal institution that designates management and usage of asset that belong to spouses. Matrimonial regimes also regulate how assets shall be distributed at the end of the marriage.

The Principles of International Commercial Contracts ("PICC" or the "Principles") of 2010 is a document prepared by the UNIDROIT that intends to assist in harmonization of international law of commercial contracts.

In Turkish legislation, there are two relevant provisions in separate legislation regarding the annulment of arbitral awards, namely, Article 139 of the Civil Procedure Code (the "CCP") and the Article 15 of the International Arbitration Law (the "IAL").

On 21 April 2017, pursuant to Annex Article 9 of the Law No:3289, the TASF, which has been a deputy-chairmanship within the Federation of Developing Sports-Branch of Turkey since 2013, was established as an independent sports federation with the approval of the Prime Minister’s office.

In accordance with the Law No:4562, which portrays an investor-friendly picture by conferring powers and privileges on the Turkish OIZs; it is evaluated that Ordnance OIZs, a specialized OIZ, will take one-stop shop position of OIZs to a better and farther position.

According to Article 24.4 of International Private and Procedural Law (''Law No:5718''), in cases where parties did not determine which law will be applied to the contract, the most strictly related law shall be applied.

According to the International Private and Procedure Law No.5718, foreign real and legal persons must deposit a guarantee that the court will determine, in the case they file a lawsuit. In addition, according to the Code of Civil Procedure Law no.6100 Turkish citizen who has not any habitual residence in Turkey must also deposit a guarantee if they want to file a lawsuit.

The Law on Amendments in Certain Laws aiming to Remove of Problems Arising from the Operation of the Regional Courts and the District Administrative Courts was published in the Official Gazette dated 5 August 2017 and entered into force

Enforcement and bankruptcy provisions will no longer be applied as a sanction on the parent who does not comply with the decision on other parent’s right to personal relationship with the child. Enforcement shall be conducted by judicial support specialists, with the attendance of a professional such as a pedagogue, psychologist or child development specialist, and if necessary, with the assistance of police force.

On 1 June 2017, Law No: 7033 on Amendment of Certain Laws and Executive Orders for the Development of Industrial Zones and Subsidization of Production Has Been Published in the Official Gazette. Among many, the Law No:7033 introduces numerous important and long-awaited provisions concerning the legislation of Turkish Organized Industrial Zones (‘‘Turkish OIZs’’), namely Law No:4562 on Organized Industrial Zones.

On 29 April 2017, Article 27/A has been added to Law on Civil Registry Services by Statutory Decree No:690 issued under the State of Emergency. The Article regulates registration of divorce judgments produced by foreign judicial or administrative authorities to relevant civil registries.

Following the official announcement of the referendum results of 16th of April by the Supreme Electoral Council, the official agenda of Turkish economy has already concentrated on realizing long-awaited objectives concerning Organized Industrial Zones.

In international sports practice, it is a widely-recognized principle that governance of sports bodies, whether on domestic or international level, should be purified from any governmental interference for achieving a sustainable level of autonomy.

With the latest changes on the relevant Regulation, it is possible for a foreigner who invests in Turkey in the determined amounts, deposits certain amount of money in banks operating in Turkey, acquires immovable property in the determined value or provides employment for at least 100 people to obtain Turkish citizenship upon the decision of the Cabinet.

Turkish secured transactions law evolves as the Law on the Pledge over Movable Properties in Commercial Transactions which facilitates the usage of pledges on movable properties in commercial transactions enters into force on 1 January 2017.

The agreement between Turkey and Russia concerning the TurkStream Gas Pipeline Project (the ‘Agreement’) has been approved by the Council of Ministers of Turkey on 20 December 2016 and published in the Official Gazette dated 24 December 2016 and numbered 29928.

The organization, which was heavily attended by Indonesian citizens living in Istanbul and neighbouring provinces, held under the auspices of Mr. Herry Sudrajat, Consul General of the Republic of Indonesia in Istanbul and followed by a Q&A session and serving of traditional delicacies.

The Communique No: 2016/25 on ISTAC, published in the Official Gazette dated 19 November 2016 and numbered 29893, highlights the significance of the ISTAC and introduces latter to public-sector users, along with underlining advantages of arbitration.

An important development in the international family law area in Turkey: Turkey Ratifies 1996 Hague Convention on Jurisdiction, Applicable Law, Recognition, Enforcement and Co-operation in Respect of Parental Responsibility and Measures for the Protection of Children.

The CISG provides two different set of rules for two different situations; first situation is where the acceptance arrives late by offer’s fault and the second situation is where the acceptance arrives late because of an irregularity in the means of communication.

When each party attempts to incorporate its own standard terms into the contract, almost inevitably those standard terms will include contradicting provisions which results in difficulty to make out from the facts which set of standard terms should prevail; as generally called as “battle of forms”

According to Article 15 of the Labour Law No: 4857, trial period for labour contracts may not exceed 2 months. Within this trial term, parties may terminate the employment contract without having to observe the notice period or without having to pay compensation.

A promising development, i.e. the establishment of the Istanbul Arbitration Center (‘‘ISTAC’’) was recently put in place. At first sight, services such as Fast Track Arbitration and Emergency Arbitrator as well as Procedural Timetable stand out as the distinctiveness brought to Turkish international arbitration practice.

Law No: 6735 on the International Work Force has come into force, abrogating Law No: 4817 on the Work Permits for the Foreigners which was in effect since 2003. The Law sets out rules regarding obtaining work permits and exemptions for foreign citizens applying in Turkey or from abroad.

The party who wishes to incorporate its own standard terms is to ensure that they are fairly communicated to the other party. Standard terms should be readable and understandable by a reasonable person and be in a language that the other party could reasonably be expected to understand.

If a foreign language that is different than the one used between the Parties during their previous negotiations is used in an offer, the addressee would be expected to obtain reliable knowledge of the contents of such declaration when it is obvious that it has legal relevance. Under Turkish Law, there is Law No: 805 dated 1926 on Mandatory Use of the Turkish Language.

Under the CISG a withdrawal may only take place before the offer reaches the offeree whereas the revocation may be triggered after the offer reaches the offeree but before the latter has dispatch an acceptance.

The sole recourse against an arbitral award is by application for setting aside. TIAL provides an exhaustive list of grounds on which an award may be set aside. These are divided into two categories; ones that are to be proved by the parties, and others which a court may consider of its own initiative.

Article 6 establishes that parties may resort to national courts before or during the arbitration proceeding in order to obtain interim relief which encompasses all kinds of measures including but not limited to interim attachments, preservation of evidence, security for costs, and interim payments.

Turkish Supreme Court’s jurisprudence tends towards a narrow interpretation of public policy. Majority of the admitted public policy defense were constructed on the following arguments: violation against the equal treatment of the parties and their right to be heard; judgments against morals; and awards that violate international public policy.

In the important phase of selecting arbitrators, which enables arbitration procedure to commence healthily and continue, The Turkish International Arbitration Law of 2001 (“TIAL”) confers freedom to parties as to qualifications, nationality, authority and the number of arbitrators, as long as it is an odd number.

The Turkish International Arbitration Law of 2001 (“TIAL”), which is based on UNCITRAL Model Law of 1985, is applicable to international arbitrations. Considering the configuration stage of arbitration rules, parties can benefit from the extensive liberty provided by TIAL.

Although there are not any legal restrictions imposed on the operation of foreign arbitral institutions in Turkey, local arbitration bodies are leading the domestic practice. Being established in major industrialized cities such as İstanbul, Ankara and İzmir; among them, currently, Istanbul Chamber of Commerce Arbitration Center is the most popular.

It is important to determine when an offer becomes effective, particularly with regards to the three legal acts which are likely to be observed before or after an offer becomes effective: acceptance (or rejection), revocation and withdrawal of an offer.

Güzeloğlu is proud to announce its collaboration with Global Legal Group; a leading platform which provides legal analysis and industry intelligence solutions to corporate counsel, law firms and government agencies, for Turkey chapter of International Arbitration, 2nd Edition of Global Legal Insight series.

According to the CISG, a proposal which indicates the goods and expressly or implicitly fixes or makes provision for determining the quantity and the price is sufficiently definite. Yet, it is debated that, in practice, a proposal which only comprises of these terms is often incapable of giving rise to a valid offer where the time or place of delivery or even the type of packaging may be of significance for the subject matter agreement.

Where the addressee has expressed somehow that it is willing to receive electronic communications; then the message is deemed to be “reached” when it enters the information system of the addressee. If the addressee has not expressed such intention, then, additionally, the offeree has to become aware of the massage.

On 14.04.2016, Council of Ministers’ affirming decision regarding ‘‘Agreement on Investment Under the Framework Agreement Establishing a Free Trade Area Between the Republic of Turkey and the Republic of Korea’’ (‘the Agreement’) was published on the Official Gazette

There are certain vital questions that must be addressed in order to assess whether, when and in what scope a valid contract is concluded under the CISG. One of the questions is “What differentiates a valid and binding offer from a mere proposal?"

Turkish government has introduced a bill numbered 1/698 and dated 01.04.2016 concerning Turkey’s accession to the Hague Convention of 23 November 2007 on the International Recovery of Child Support and Other Forms of Family Maintenance (“Hague Convention”), signed by the Prime Minister and all ministers.

Turkish government has introduced a bill numbered 1/697 and dated 30.03.2016 concerning Turkey’s accession to the Hague Convention on Jurisdiction, Applicable Law, Recognition, Enforcement and Co-operation in Respect of Parental Responsibility and Measures for the Protection of Children

It would be inaccurate to conclude that the CISG acknowledges only offer-acceptance model, and ostracizes all other methods of contract formation, despite the absence of an explicit provision facilitating a more flexible method for contract formation.

When the dramatic change between the business yesterday and the business today is taken into consideration, it is clearly seen that each step taken towards achieving a unified codification on the international business law is of paramount importance in terms of providing parties a neutral, familiar and most importantly efficient legal infrastructure.

It is important to examine how the CISG (United Nations Convention on Contracts for the International Sale of Goods) was structured in order to identify where the relevant rules on the contract formation regime are located and examine their interaction with other provisions of the Convention.

15th Edition of the Communiqué on International Arbitration Fee Tariffs has been published in the Official Gazette on 08.03.2016. Started to be published in 2001 on an annual basis, the Communique seems to reflect an identical outlook with the preceding edition.

With its core legal concepts aimed to achieve a well-functioning mechanism as well as many advantages when entering the Turkish industry, OIZs assume a crucial role for sustainable development of Turkish business and offers an appealing setting for the investors in order to commence their business efficiently.

Our Partner Fatma Esra Güzeloğlu's article of 'Formation of Contracts under the CISG and in a Comparative Law Perspective' has been published in Volume 10, Issue 135-136 of the Bahçeşehir University Law Review.

The latest ratifications of the Turkish Grand National Assembly seem to enhance and strengthen Turkey’s integration into international legal framework of human rights, investment, trade and defense industry.

OHADA, an organization whose main purpose is to generate advanced business laws in order to prosper commerce and attract investment in the Member States is a pioneer for all other African States in many aspects.

Article 55 of the Arbitration Law of the Kingdom of Saudi Arabia (Royal Decree No M/34) seeks not only compliance with the public policy rules of the Kingdom but also with the rules of Shari’a Law in order to recognize and enforce a foreign arbitral award. Hence, the question is whether or not Saudi Arabia has imposed more onerous conditions on parties’ shoulders for the enforcement of arbitral awards than those stipulated under New York Convention by seeking compliance with the Shari’a law.

Parents, in particular those with different nationalities should consider certain legal aspects before and after they decide to expand their family in order to have a saying on various important matters, avoid any unpleasant surprises and protect the best interest of their children.

Being Europe’s 6th largest economy, institutional arbitration reflects a considerably positive outlook in Turkey as being mostly driven by the numerous Chambers of Commerce of industrialized and the most populated three cities such as Istanbul, Ankara and İzmir.

On 29th of November, Vitaly Mutko, Russian Minister of Sports and the President of the Football Union of Russia, has announced that as a result of sanctions in force, Russian clubs are banned to sign any Turkish players during the winter break season.